ITT INC. — Director's Dealing 2009

Jun 10, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ITT CORP (ITT)
CIK: 0000216228
Period of Report: 2009-06-09

Reporting Person: Jimenez Frank R (Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2009-06-09	Common Stock	A	3637	$0.00	Acquired	3637	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-06-09	Employee Stock Option (Right to Buy)	$45.81	A	16535	Acquired	2016-06-09	Common Stock (16535)	Direct

Footnotes

F1: Restricted stock granted under the ITT 2003 Equity Incentive Plan. These shares are subject to a three year restriction.

F2: Options granted under the ITT 2003 Equity Incentive Plan. The options will become exercisable in one-third cumulative annual installments after the first, second and third anniversaries of the date of grant.